Tag Archives: class action

Dismissal of One Derivative Lawsuit Not Bar to Second Derivative Claim by Second Stockholder

Louisiana Municipal Police Employees’ Retirement Systems v. Pyott, C.A. 5795-VCL (Del. Ch. June 11, 2012). Issues Addressed Whether collateral estoppel, Rule 23.1 or Rule 12(b)(6) apply to require the dismissal of a Delaware derivative suit based on the dismissal in California of a related derivative suit in which a federal court granted a Rule 23.1 … Continue Reading

Chancery Dismisses Breach of Implied Duty of Good Faith and Fair Dealing Claims Based on L.P. Agreement that Presumed Good Faith

In Re K-Sea Transportation Partners LP Unitholders Litigation, C.A. No. 6301-VCP (Del. Ch. April 4, 2012). The prior Chancery decision in this case was highlighted on these pages here. Issues Addressed: The issues addressed by the Court of Chancery in this matter were whether the fiduciary duty claims and the contractual claims were barred by … Continue Reading

Chancery Appoints Co-Lead Class Counsel along with Current Lead Counsel

In re Delphi Financial Group Shareholder Litigation, Consol. C.A. No. 7144-VCG(Del. Ch. Feb. 7, 2012).  Issue Addressed The Court of Chancery in this decision addressed a motion to vacate the stipulated leadership structure and to appoint a new lead plaintiff and new lead counsel in a class action. Short Overview  The Court addressed a motion … Continue Reading

Chancery Stays Derivative Action in Favor of Federal Securities Class Action

Brenner v. Albrecht, C.A. No. 6514-VCP (Del. Ch. Jan. 27, 2012), read opinion here. Issue Addressed The issue addressed in this case was whether a derivative action in Delaware should be stayed or allowed to proceed despite a related, pending federal securities class action. Background The plaintiff claimed in this derivative action that the directors and … Continue Reading

Chancery Determines Framework to Award Attorneys’ Fees Involving Changed Deal Protections

In re Compellent Technologies, Inc. S’holder Litig., Del. Ch., Consol. C.A. No. 6084-VCL (Dec. 9, 2011). This summary was prepared by an associate at Eckert Seamans. Issue Addressed: Despite the length of this fifty-four page opinion, the only issue involved was the proper amount of attorneys’ fees. The Court noted that it has not—to this point—developed … Continue Reading

Chancery Certifies Class Action Alleging Self-Interested Conversion from LP to LLC

Garrett v. Zon Capital Partners, L.P., C. A. No. 5607-CS (Del. Ch., Nov. 10, 2011), read letter ruling here. Issue Addressed: Whether a motion for class certification should be granted pursuant to Court of Chancery Rule 23 in connection with a complaint that alleges a self-interested transaction in which a majority of limited partners voted … Continue Reading

Court of Chancery Clarifies Rights of Minority Shareholders Whose Equity is Diluted

Dubroff v. Wren Holdings, LLC, C.A. No. 3940-VCN (Del. Ch. Oct. 28, 2011), read 45-page opinion here. See prior Chancery decisions in this case highlighted on these pages here and here. Issues Addressed The issues addressed in this gem of an opinion include: (i) whether and when a minority shareholder’s claim for breach of fiduciary duty … Continue Reading

Dueling Derivative Suits in El Paso Merger Fight: Will Delaware or Texas Courts Decide?

Recently filed derivative suits now proceeding in both Delaware and Texas which challenge the $21 billion merger involving El Paso and Kinder Morgan again raise the issue of merger litigation involving Delaware companies being filed outside Delaware. Alison Frankel of Thomson Reuters writes here about whether the suits will proceed in Delaware or Texas or both. She … Continue Reading

Court of Chancery Explains Policy Reasons For Selection of Lead Counsel in Class Action; Rejects Motion to Reconsider

Dutiel v. Tween Brands, Inc., No. 4743-CC and No. 484-CC (Oct. 28, 2009), read letter decision here. Read prior Chancery Court decision in this case highlighted on this blog here. In this most recent ruling, the Chancellor denied a motion for reconsideration of the Court’s selection of lead counsel in a consolidated class action. Overview This letter decision denies a … Continue Reading

Chancery Court Compensates Lead Plaintiff in Class Action Against Boston University

Oliver v. Boston University, No. 16570-VCN (Del. Ch., May 29, 2009), read letter decision here. Prior opinions in this case by the Chancery Court were summarized here on this blog. This latest decision addresses a few open issues after the approval of a class action settlement. Issues Addressed and Decided Award to Lead Plaintiff. The court awarded … Continue Reading

Chancery Court Splits Fees in Cablevision Class Action Between Lawyers for Related New York Suit and Delaware Counsel

In Re Cablevision/Rainbow Media Group Tracking Stock Litigation, No. 19819-VCN (May 22, 2009), read opinion here. This Chancery Court decision resolved a dispute regarding the amount of fees and the division of fees between class counsel in a Delaware shareholders’ suit that challenged the exchange by Cablevision Systems Corporation of its then-outstanding tracking stock and certain assets of its … Continue Reading

Chancery Court Denies Fee Application Again on Remand; Finds Presumption Rebutted that Fee Petitioner Was Cause of Increase in Tender Price

In re William Lyon Homes Shareholder Litigation Consolidated, C.A. No. 2015-VCN (April2, 2009), read letter decision here. See prior Delaware decisions in this case here and here. Kevin Brady, a highly respected Delaware litigator, provides us with this case summary. On April 2, 2009, Vice Chancellor Noble denied for the second time a fee application for an award … Continue Reading

Chancery Approves Class Action Settlement of Claims Of Inadequate Disclosure in Tender Offer

MARIE RAYMOND REVOCABLE  TRUST  v. MAT FIVE LLC, (Del. Ch., Dec. 19, 2008), read opinion here. The Chancery Court in this 39-page decision approved a class action settlement regarding claims of inadequate disclosure in a tender offer. Included in the opinion is the court’s exercise of its own business judgment in connection with approving the settlement–especially … Continue Reading